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ACQUISITIONS
12 Months Ended
Dec. 31, 2019
ACQUISITIONS  
ACQUISITIONS

NOTE 2 – ACQUISITIONS

 

On August 18, 2017, the Company entered into an Asset Purchase Agreement (the "Mortgage Purchase Agreement") with EMC Holdings, LLC ("EMC") whereby the Company acquired assets related to the mortgage operations of the Englewood Mortgage Company, a residential mortgage loan origination company. The Company accounted for the acquisition of EMC as a business combination. The purpose of the acquisition was to expand the Company’s mortgage capabilities and enhance the products and services offered within the markets the Company serves.

 

Of the cash paid, $1.0 million was deemed purchase consideration and was allocated to the identifiable tangible and intangible assets acquired pursuant to the Mortgage Purchase Agreement. The tangible assets were not material to the consolidated financial statements. The intangible assets primarily consist of a non-competition agreement in the amount of $0.6 million and acquired mortgage loans that were locked but not funded as of the acquisition date in the amount of $0.4 million. The non-competition agreement has an estimated economic life of two years, and is recorded in intangible assets in the accompanying consolidated financial statements, net of amortization. Due to the value of the intangible assets received in the purchase exceeding the consideration of $1.0 million, the Company recorded an immaterial gain on bargain purchase.

The Company also issued 105,264 shares of common stock ("Restricted Stock Awards") with a value of $3.0 million to the sole member of EMC Holdings, LLC ("EMC"), subject to forfeiture based on his continued employment with the Company. Half of the Restricted Stock Awards ($1.5 million or 52,632 shares) vests ratably over five-years. The remaining $1.5 million, or 52,632 shares, may be earned based on performance of the mortgage division of the Company.